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David Lucchese

Executive Vice President, Sales and Marketing at EVRIEVRI
Executive

About David Lucchese

David J. Lucchese (age 66) is Executive Vice President, Sales and Marketing at Everi. He has held senior roles across Sales, Marketing, Digital/Interactive, Games, and Client Operations since joining Everi in 2010, providing multi-cycle operating experience across both segments . Company performance context: 2024 revenue $757.9M, AEBITDA $308.2M, and net income $15.0M as Games softened and FinTech hardware timing weighed on results . In 2023, revenue was $807.8M, AEBITDA $367.0M, and net income $84.0M; the pay-versus-performance table shows the Company’s TSR index value improved to 100.6 in 2024 from 83.9 in 2023 (base 2020=100) .

Past Roles

OrganizationRoleYearsStrategic impact
EveriEVP, Sales and MarketingMar 2023–PresentLeads commercial go-to-market across games and FinTech; integrates sales and brand messaging .
EveriEVP, Sales, Marketing and DigitalApr 2020–Feb 2023Oversaw digital and interactive expansion alongside sales/marketing .
EveriEVP, Digital and Interactive Business LeaderJan 2017–Mar 2020Built digital/interactive capabilities and roadmap .
EveriEVP, GamesJan 2015–Jan 2017Ran Games segment P&L during cabinet/content transitions .
EveriEVP, Client OperationsMar 2014–Jan 2015Drove post-sale operations and customer experience .
EveriEVP, SalesApr 2010–Mar 2014Led sales expansion across operators and jurisdictions .

External Roles

No public company directorships or external roles disclosed for Lucchese in company filings .

Fixed Compensation

MetricFY 2022FY 2023FY 2024
Base salary ($)400,000 411,781 (paid) 420,000
Target annual bonus (% of salary)75% 75% 75%
Annual incentive paid ($)225,000 (earned for 2022) 0 (no payout for 2023) 0 (no payout for 2024)
Other bonus ($)35,000 (retention installment)
NotesSTI earned under planNo STI payoutZero STI; retention program adopted amid pending transaction

Performance Compensation

Annual cash incentive design (2024) and outcome

ComponentWeightThresholdTargetMaxActual 2024Payout
Consolidated Revenue35% $824.0M $868.0M $911.0M $757.9M 0% (below threshold)
AEBITDA35% $360.0M $375.0M $397.0M $308.2M 0% (below threshold)
Personal goals30% n/an/a100% cap Board paid 0% given overall results 0%

Max payout under plan is 170% of target (70% financial x 200% + 30% personal x 100%) . NEOs, including Lucchese, earned no 2024 annual incentive .

Equity awards and vesting

GrantGrant dateTypeTarget/Granted (#)Metric / VestingPerformance windowGrant-date fair value ($)
2024 annual5/1/2024PSUs26,750 target 100% Relative TSR vs Russell 3000; 0–200% payout 3 years to 12/31/2026 Included in total below
2024 annual5/1/2024RSUs26,750 Time-based; vest in 3 equal annual installments 2025–2027 Included in total below
2024 total equity5/1/2024PSU+RSUMix: 50% PSUs / 50% RSUs for NEOs 446,190

Additional equity context:

  • Outstanding unvested RSUs at 12/31/2024: 5,000 (2022), 14,400 (2023), 26,750 (2024) .
  • Outstanding unearned PSUs at 12/31/2024: 21,600 (2023 PSUs; performance based on operating income modified by TSR), 53,500 (2024 PSUs; Relative TSR) .
  • 2022 PSUs paid 0% (forfeited) as goals were not met .

Option activity and overhang:

  • Options exercised in 2024: 219,524 shares; value realized $1,170,483 .
  • Options exercisable within 60 days at 3/21/2025: 207,476 shares (ex. price $3.29; 3/8/2027 expiration) .

Equity Ownership & Alignment

ItemDetail
Total beneficial ownership766,318 shares (<1% of outstanding)
Directly owned shares558,842
Options exercisable within 60 days207,476
Unvested RSUs5,000 (2022); 14,400 (2023); 26,750 (2024)
Unearned PSUs (unvested)21,600 (2023); 53,500 (2024)
Ownership guidelinesOther NEOs must hold equity equal to 3x base salary; credit includes owned shares, vested RS/PSUs, in‑the‑money vested options
Compliance statusCovered persons either met guidelines or were within phase-in period as of filing
Hedging/PledgingCompany prohibits hedging and pledging; no shares were hedged or pledged by covered persons as of filing

Employment Terms

TermDetail
Employment agreementAuto-renews annually unless either party gives 90 days’ notice of non-renewal
Severance (no CIC)12 months salary continuation + 1x target bonus; equity per grant terms; 18 months health coverage
Change in control (double-trigger)If terminated without cause/for good reason within 24 months post-CIC: RSUs accelerate in full; PSUs vest at greater of (a) 100% of target pro‑rated or (b) actual pro‑rated achievement
Restrictive covenantsNon-compete and non-solicitation for 2 years post-termination; confidentiality/IP obligations
Estimated payouts (illustrative)Termination w/o cause or for good reason (12/31/2024): cash $822,750; benefits $14,330; no equity acceleration. Termination w/o cause or for good reason following CIC: cash $865,000; benefits $14,330; equity acceleration (pro‑rated PSUs and full RSUs) $1,058,959; total $1,938,289
ClawbackSEC/NYSE Rule 10D‑1 compliant recoupment policy adopted; applies to incentive comp tied to financials

Performance & Track Record

  • Role tenure highlights: Senior leadership across Everi’s commercial engine since 2010, including Games, Digital/Interactive, and Sales/Marketing, aligning incentives with enterprise-wide growth initiatives .
  • Company performance recent trend:
    • 2023: Revenue $807.8M; AEBITDA $367.0M; Net income $84.0M .
    • 2024: Revenue $757.9M; AEBITDA $308.2M; Net income $15.0M, reflecting Games headwinds and FinTech hardware timing .
    • TSR index value rose to 100.6 in 2024 from 83.9 in 2023 (base 2020=100) .
MetricFY 2023FY 2024
Revenue ($M)807.8 757.9
AEBITDA ($M)367.0 308.2
Net Income ($M)84.0 15.0
TSR index (2020=100)83.92 100.60

Compensation Structure Analysis

  • Pay-for-performance discipline: 2024 and 2023 annual incentives paid 0% to NEOs (including Lucchese) as revenue and AEBITDA fell below thresholds; 2022 PSUs also paid 0% upon three-year assessment, demonstrating downside risk in equity .
  • Increased equity risk mix: 2024 long-term awards 50% PSUs/50% RSUs for NEOs with sole PSU metric of Relative TSR over three years (0–200% payout), heightening alignment with shareholder outcomes .
  • Transaction-driven retention: 2024 retention program introduced to mitigate deal-related retention risk; Lucchese’s aggregate opportunity $165,000, with $35,000 earned/paid by year-end 2024 and remaining installments tied to closing and 9 months post-close .
  • No hedging/pledging, robust clawback, double-trigger CIC: Governance mitigants reduce misalignment and opportunistic risk-taking .

Say-on-Pay & Shareholder Feedback

  • Say-on-Pay support: 97.4% approval at the 2024 annual meeting for 2023 NEO pay, indicating broad investor support for structure and outcomes .

Compensation Peer Group (program design context)

  • 2024 peer group included FinTech and gaming names (e.g., ACIW, FOUR, EVTC, FICO; AGS, INSE, IGT, LNW, PLTK, SCPL), used as a reference—not a rigid percentile target—for setting competitiveness and mix .

Equity Ownership & Insider Selling Pressure

  • Ownership <1% but meaningful absolute exposure through owned shares, vested options, and unvested equity; anti‑pledging reduces misalignment risk .
  • 2024 option exercises (219,524 shares; $1.17M value realized) reflect monetization; 207,476 options remain exercisable, potentially creating future selling overhang as windows permit .

Investment Implications

  • Incentive alignment: Zero annual bonus and PSU forfeiture underscore a tight link between payouts and financial/market underperformance; 2024 PSUs hinge on Relative TSR, directly tying a large pay component to shareholder returns .
  • Retention risk moderated: Dedicated retention pool for NEOs, including Lucchese ($165k aggregate), with closing and post-closing vesting, aims to ensure continuity through Apollo/IGT Gaming transaction; remaining installments contingent on deal milestones .
  • Equity overhang/pressure: Significant vested options and 2024 exercises suggest potential ongoing supply when trading windows open, though anti‑hedge/pledge policies and ownership guidelines temper risk .
  • Governance quality: Double-trigger CIC, robust clawback, ownership guidelines, and high Say‑on‑Pay support point to solid compensation governance and lower headline risk .
  • Performance pivot needed: With 2024 revenue and AEBITDA below incentive thresholds, upside in Lucchese’s PSU realizations requires execution that improves TSR relative to the Russell 3000 over 2024–2026, particularly as Games content/cabinet performance normalizes and FinTech demand stabilizes .